Three Sides
by EvilAngel-Sisah
Summary: Angel turns into Angelus when he gets just a moment of true happiness. A demon comes along and changes that around. So what happens when three enter the picture……r&r please!
1. Chapter 1

Title: Three Sides 

By: Sisah

Summary: Angel turns into Angelus when he gets just a moment of true happiness. A demon comes along and changes that around. So what happens when three enter the picture……

Disclaimer: I do not own Angel or Buffy. They belong to the great Joss Whedon. Any relation to any real people are just coincidence. This story is entirely fictional.

Notes: Umm…don't even think about using my stories without my permission…ummm…some phrases might be from some episodes, but everything else is mine…the plot and other characters you've never heard of are probably mine….if you want to leave a comment or anything please do…thanks and enjoy!!!!

Chapter 1

Los Angeles, California

Cordelia Chase is behind the counter at the Hyperion hotel drinking coffee and surfing the web on her computer. Angel, the vampire with a soul, sat flipping through the local newspaper while sitting on the big, comfy, blue chair. As always, he is drinking his mug of pig's blood.

"Cordy?" Angel asked.

"Hmm?" she replied, finally looking up from her computer.

"Why do we have an ad in the paper?" You could tell by the tone of his voice he did not like the idea of having an ad in the paper. Especially when he didn't know about it.

"Well, I thought we could use a little help getting our business up and running again since you've been gone." She raised her shoulders helplessly.

He'd just gotten back from Sunnydale where he'd been helping Buffy with some demonic problem and having just met the former vengeance demon, he couldn't help but marvel at how alike she and Cordelia were. Her and Anya both worried about the income.

"So, how did it go with Buffy? Did she see you? Did you go evil?" Cordelia prodded very impatiently. As she asked the questions, she got up and started poking him in the shoulder, "Because you know I don't wanna be around a cranky, old, evil vampire!"

"Ow, ow, OW! Stop poking me!"

"Oh, sorry." she stopped poking him and then stepped back. She put her hands behind her back, her face looking apologetic.

He sighed, "No, she didn't see me. And it's not when we see each other, it's when…" he was trying to find the right word.

"You're intimate." She finished his sentence.

"Well, yeah. I guess, if you want to put it that way. But beyond that, I didn't go evil, Cordy. You have nothing to worry about." Angel said trying not to burst out laughing.

"What was I thinking?! Of course you didn't go evil or you would have already killed us by now. Am I right?" she asked him.

He was baffled by what just came out of her mouth.

"Well?"

He sighed, "You're right. Once again, you have nothing to worry about. And I'm not…" he paused and moved uncomfortably in his chair, then settled back down, "that old."

"Yeah right! So 245 isn't that old?" she looked him straight in the eyes. You could tell he was trying to think of something to say as he, once again, shifted uneasily in his chair.

"Well…" he started, "It depends on how you look at it."

"Fine. Hey, what about worrying about these mind numbing visions?! Ugh…AhhHHH!" she screamed in pain as the pictures, sounds, and the smells of things overwhelmed her mind and senses.

"What do you see?" Angel asked impatiently yet he still had a sense of worry in his voice.

"I s-see a girl. She's in trouble. She's being chased by-"

"By what?" Angel interrupted.

"If you'll be quiet I could tell you!" Cordelia snapped. He knew she was in pain, "by a pack of vampires, um in, oh uh, uh, the park across from Wes's apartment. They're headed towards an old abandoned warehouse on the corner a block from there. You can't miss it." She continued. "You gotta hurry."

"But first, are you alright?" Angel asked very caringly, "Do you need anything?"

"Why does everyone always ask me that?!" Cordelia shouted out. She paused for a moment putting her head down, "I'm fine thanks. Listen, I'm sorry I shouted." She apologized bringing her head back up. Tears were rolling down her cheeks.

"It's fine." He said wiping the tears off her face and giving her a hug. She was surprised. What he had just done was not like him.

"No, it's not." She said pushing away from him.

"It's understandable. This has got to be hard on you." the vampire said looking her in the eyes, "It's o-kay." He said slowly to make sure she got it.

"Still, I shouldn't take it out on you guys."

He smirked.

"Thanks" she said looking down at her shoes once again, "Very much."

"For what?" he asked her curiously.

"For making me feel better. For making me realize that there are people in the world that care for me." she said looking back up at him.

"You're welcome. Now, if you need anything, anything at all, you call or page me okay?" Angel said while grabbing his coat, cell phone, and pager. He started for./ the door to the basement.

"Okay." Cordy said sighing. She was very frustrated at the moment. She started to ease up after a few seconds, "Go on. Get out of here soul boy!" Cordy saw a bit of a smile make its way onto his face as he turned to go down into the basement.

Suddenly, Gunn and Wesley came through the front door. Following them was Fred and Lorne. They went straight to the weapons cabinet, took out the supplies that were needed to clean their dirtied weapons and began to complain about the now-dead Hacklaar demon.

"Why do we always come home covered in demon crap and there being no vamp with a soul around? That's my question." Gunn asked, "You know why Wes? You're the one with all the brains here, other than Fred."

"No I don't know." Wesley answered, "Do you know where Angel is Cordelia…Cordelia? She was here a minute ago."

"Maybe she went into the office and didn't hear you." Fred said, "Although she would have been out here by now, since we've been standin' here for about two minutes give or take, she would have checked to see if we're back yet. And so she would have been out here-"

"FRED!" everyone shouted as they cut her off.

"Sorry." She apologized, "I have a habit of blabbering on and on and on…like now." Fred felt embarrassed and uncomfortable.

"No, she's not here." Lorne said looking around.

"Neither is Angel." Gunn noticed, "That's a bad thing."

"We have to find them," Fred said very concerned, "NOW!"


	2. Chapter 2

**Title: Three Sides**

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 2 

Sunnydale, California

Giles was removing his glasses from his face and cleaning them with a rag he had pulled out of his pocket. "How's Buffy?" he asked Dawn. He waited a few moments, but she did not answer his lingering question. He decided to finish cleaning his glasses. He put them back on to see what Dawn was doing as to why she did not answer him. "Excuse me?"

"What?" she replied. She was abashed as to why he would say excuse me. She wasn't in his way. Was she? She didn't think so.

"I asked you a question. I could swear you teenagers are all alike.

Too busy doing your own thing to answer another's question." He was waving his hands about while nodding his head.

"Oh…sorry." She apologized.

"That's quite all right. Just please pay attention from now on." He told the young lady.

"I can do that!" she perked right up, "What's your question?"

"I asked how Buffy is."

"I think she's okay. Really tired though." Dawn looked around the room to see if anyone was around except for Giles, "Does she know?" she asked.

"Know what?" he questioned her. He wasn't sure what Dawn was asking.

"Know what?" A voice echoed in the room.

They both looked up to see Buffy standing in the doorway holding a banana she had gotten from the kitchen. Dawn was sitting in the living room on the couch while Giles was standing in the doorway with Buffy right beside him.

"Giles, why are you here. Is there something I don't know? Is there a new evil? Is the apocalypse coming?" she looked like she was about to jump up and down with excitement.

"Nope. No evil here. We were just talking." Dawn answered her question.

"Oh, darn it! Since when do you just talk?" she teased, "There's always a reason." she questioned Giles. She looked as if she were going to pout about the news.

"Well…" he started.

She lifted one eyebrow. Her piercing gaze felt like it was going to burn a hole through his head and that's the way she wanted him to feel. He moved uncomfortably as she prodded, "Well?"

"It's nothing to worry about. Giles is here becau-" Dawn was suddenly cut off.

"You know I'm perfectly capable of telling her why myself." Giles said.

"Oh, sorry. Again." Dawn was a little embarrassed.

"Thank you. Now, I am here because I am concerned about you. You've been up and about lately, so you haven't had any time to relax."

"It's ma job." She told him.

"I know, but still, I just wanted to know how you were feeling. So, how are you?" he explained to the slayer.

"Well there's nothing to worry about. Just as you said. I'm fine. But thanks for being concerned," Buffy said. Suddenly she opened her mouth, as to what seemed to be as wide as a whale, and let out a tremendous yawn, "but, I still want to know what you were talking about." she said closing her mouth.

"Well, now that we haven't talked about it for a while I don't remember what it was we were talking about." Dawn fibbed. She remembered exactly what they were talking about. _I hope she doesn't ask anymore questions. I can't think of anymore excuses! _She thought to herself. She just realized she was rubbing her head also, so she stopped and pulled her hand down to her lap. She hoped that didn't make her sister suspicious of them.

"Seriously. I wanna know!" she pleaded.

"Nothing, never mind." Dawn replied trying to take them off the subject. The slayer looked at her, then at Giles and then turned back around and headed towards the kitchen to throw away her banana peel.

"Fine." she said coming back to the living room. She turned to her left and headed up the stairs to her room.

"Wow! That was close." Dawn said

"You're the one who brought it up!" he exclaimed.

"Shhhhh!" she put her finger to her mouth.

"I still don't know what you were talking about, but I guess we'll talk about it later while Buffy's patrolling." Giles whispered to the girl.

"Fine." She stopped whispering. She lifted her head up and started to smell the air. "Do you smell something burning or is it just me?" Dawn asked curiously, "because it smells really bad!"

Giles lifted his shoulders and slightly tilted his head to the side, "No, why?"

Suddenly, Spike comes bursting through the back door covered in his tan blanket. Smoke was rising off him. They got up and walked to the back door. They were surprised Buffy hadn't come running down the stairs to see if everything was alright.

"See you're all here. Well, two of you anyway." Spike said trying to stop himself from burning even more than he already was.

"Good afternoon, Spike." Giles said politely to the vampire.

Spike ignored him, "What're you starin' at kitten?" he asked Dawn with a half smile on his face. "Haven't you ever seen a vampire tryin' to get around in the day?"

"Yeah, I've seen a few, but none of them as funny as you!" Dawn covered her mouth trying not to be rude by laughing.

"Ha, ha! Very funny!" Spike told her cracking that half smile again. He was being sarcastic of course.

"And none that's made it." Dawn whispered to herself.

"I heard that!" he yelled in frustration.

"Sure, alright." she told him, "Well, while I'm in here I'm going to get something to eat." She walked over to the fridge and grabbed some left over pizza from last night when Buffy got home, "Yay, pizza." she said sarcastically.

"Well, I'm going to go see the little bit." Spike said.

"Don't you do anything stupid, Spike!" Giles shouted after him. He was already halfway up the stairs.


	3. Chapter 3

**Title: Three Sides**

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 3

Sunnydale, California

The phone rang. Bring, bring.

"Hello?" Dawn answered.

"Is she gone?" the man on the other line questioned.

"Yeah, she's gone. On patrol. It's safe to talk now. You can come over." She told him.

"Thanks Dawn. See you in a while. Bye."

"Bye Giles."

There was a knock at the door so Dawn got up off the couch, went over to the door and opened it.

"Hey." Dawn said as Giles walked through the door.

"Hello. Are you sure she's gone?"

"Unless that was her twin who walked out of the house an hour ago, I'm sure." She said sarcastically.

"Alright then." He said walking into the house. He headed straight for the couch. Dawn was surprised by this. He usually doesn't sit down.

"So…" she questioned.

"So, what?" he asked.

"Does she know?"

"Know what?"

"About Angel being at the fight last night?" she asked him.

"Oh, that. I don't think so. She would have said something." He told her finally realizing what she was talking about after she explained it to him.

"Ok, just thought I might check." She told him.

"Angel. Angel was there?!"

A voice said behind them. It came from the kitchen. They both turned to see who it was. It was Spike.

"Spike." they both said.

You could tell he was trying his best not to go all vamp on them although he wouldn't be able to do anything, "No one thought to tell me that ponce was there!" he was to the point of shouting now.

"Well…" she started.

"Well what?" he yelled at her.

"Well, y-you k-know now." she shrugged her shoulders. She stuttered a bit because she didn't know what he would do. Giles was still sitting on the couch pondering the labyrinth of his mind.

"Oh this is just great." Spike said, giggling to himself, "Why didn't you tell me, kitten? You know how I feel about…" he didn't finish his sentence. He had begun to calm down.

"Because we'd figured you would go tell Buffy." Giles explained to him.

"You can't go tell her!" Dawn yelled.

"And why not?" he pried.

"She's not here." Giles said.

"Well, I'll go find her." He said as he turned and headed to the back door where he came in.

"No don't!" she yelled after him.

"He won't listen." Giles told her.

"I know. But I thought it was worth a try." She told him.

"It was, until now."

"What will he do?"

"I don't know. I don't know." He told her.


	4. Chapter 4

**Title: Three Sides**

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 4

Sunnydale, California

"Bloody hell! Where is she?" Spike exclaimed, "Buffy! Buffy!" he shouted hoping someone would reply.

"What do you want, Spike?" a voice replied from behind him.

He turned around in the blink of an eye. She stepped back, "What? Can't we just talk?"

She ran forward and pulled a spin kick and landed it right in his gut. He fell backwards tumbling to the ground. He jumped back up, "That's it slayer, attack the defenseless vampire."

He attempted a spin kick back at her. He was aiming for her gut. About two inches away from her he fell backwards gripping his head and screaming in anguish, "Bloody hell!"

She clicked her tongue up and down on the roof of her mouth, "Ah, Ah, Ahh. You know you gotta be a good boy, Spiky." She swung her finger back and forth motion symbolizing no and tilted her head slightly to the right.

"You…" he told her.

"What?"

"I came to tell you something you might want to know." He explained.

"And what would that be?" she questioned him.

"Guess what I just found out? Angel, your lover, was there fighting back to back with you yesterday. Isn't that sweet?" Spike said sarcastically.

"What do you mean?" she questioned. She stepped back and was blinking her eyes as fast as she could by what it seemed, "What are you talking about?"

"You know what I'm talking about love. Angel was there yesterday helping you!" Spike replied. You could tell he was enjoying every minute of it.

"It's not true. You're lying." she was pissed.

"Nope. Not lying. Sorry love."

She was shaking her head in disbelief, "How dare you come out here and tell me this. You don't have the right to-"

"It's a free country, love." He told her.

"So," she said, "Not for you. You're dead."

"That's not fair! It's not my fault I got turned."

"Stop complaining Spike." She told him.

"Oh, shut up!" he shouted at her.

"I-I've gotta go." She told him stuttering.

"Why? Don't you want to stay and have some more fun?" He asked her.

She did not answer, just turned around and ran towards home.

"Dawn, is it true? Was Angel really there yesterday?" Buffy asked while wiping her tears away.

"Yeah, it's true." Dawn told her sister, "I wanted to tell you, but I knew you would be all upset and everything knowing he was there." She explained to her, "I'm sorry Buffy. I should have told you."

"It's not your fault. Angel shouldn't have been there in the first place. Ow!" Buffy flinched. Her shoulder hurt from a fight she had before Spike came along.

"What is it?" she asked her curiously.

"My shoulder. It's nothing. But back to what we were talking about. I would have rather heard it from you first then from Spike, but that's okay. At least you didn't lie to me when I asked you about it. Now I know. Thanks." Buffy leaned in and gave her younger sister a big hug of thanks.


	5. Chapter 5

**Title: Three Sides**

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 5

Los Angeles, California

"Cordelia! Angel!" they bellowed hoping for an answer. They would wait a few minutes and if they didn't answer, they would bellow some more.

"We have to find them, immediately, because as you know, Angel doesn't do so well in sunlight," It seemed like Wesley was talking to someone who doesn't exist. It was about two in the afternoon so he had a good point although he wasn't sure anyone was listening. He was mainly talking to himself out loud, "You know because of the whole vampire problem. And we must find Cordelia in case she had or had a vision." He continued speaking louder so the others would hear him. In a way it still seemed he was talking to an invisible person.

_"I know where your so called 'friends' are." _A sweet, soft, but an a way eerie voice spoke from the front of the room. The hairs on all of their necks stood straight up as the voice spoke those words.

"Who are you? Show yourself!" Wesley shouted into the nothingness in front of him.

_"Take a guess." _it snickered.

"Show yourself!" Wes demanded.

_"But that takes the fun out of it." _it taunted.

"I said show yourself!!" he said in a demanding tone that scared everyone.

_"Only if you insist." _the voice taunted.

"We do insist. Don't we?" Fred wasn't sure if they wanted to see who it was.

"Yes. Now show yourself! We demand you!" Wes shouted to the voice. He was getting angry.

_"Very well then." _the voice finally gave in.

Wes and Gunn were in front of Fred and Lorne. In front of Wes and Gunn is where it seemed the voice was coming from. Suddenly a grotesque yet beautiful shape started to appear in front of them. As it appeared you could start to see the shape of a slender young women the color of pale green. The beings hair was flowing down to it's legs. It was swaying two and fro to a breeze none of the others felt. It's arms swaying along the side it's legs. The being's hair was blowing from side to side wiping her bare back as it did so. It's clothing was ripped and torn showing some of her pale green skin or what you would assume to be skin, but her womanly parts were covered. You couldn't see through it, it was a thick as the fog on a fall morning. As you worked your way down it's slender body, you could see that the being had no feet. Only a cloud it seemed to be floating on.

"So you are a woman." Wesley marveled at her beauty.

_"What else would I be?" _she questioned him.

"A man." Lorne finally spoke up and came out from behind Fred.

She rolled her eyes to the ceiling, _"Very funny." _she said sarcastically.

"Who are you?" Wes questioned the being floating in front of him.

_"I am Ilya, queen of all vapor demons, as you call us." _she told them as more of her mysterious body appeared.

"Man, you're hot for a demon!" Gunn spoke. He started to move toward the floating cloud and was stopped by Wesley putting his hand on his chest. "What do you think you're doing?"

"Stopping you. Vapor demons have the ability to possess anybody they please with a soul available. Human or nonhuman. Living or dead, like vampires. But not people who have already been buried. They can also control your emotions. Mainly passion and some people, their anger. They are very mischievous." Wes explained to them, "Keep your distance from her."

"Very good. I'm impressed. Not many people would know that much about my kind. We aren't the most popular. And thank **you** for the compliment. Not many people would say that about a 250 year old demon. And for your information, I wasn't controlling him. It was his own will that attracted him to me, not I." she told them. She was fully revealed and her voice wasn't as eerie as it had previously been.

"What so you mean by that?" Fred asked her curiously.

"Do you really want to know? It might take a while?"

"Does it look like we're busy? Well, other than finding our friends." Fred asked her.

"I suppose not. Very well then. I will tell you my story." she continued.

"I am Ilya Nue. I was born Friday, June 13 of 1756. My mother and father were both human. No trace of demon in them or their family lines. I'd grown up in England waiting for my ticket to the America's.

"My mother died of a terrible disease in 1760. I was four years old. I hadn't understood what had happened. She was so healthy." she paused, "My father ended up raising me alone. He never found love again.

"On my eighteenth birthday, I got a strange package sent from the America's. I was hesitant to open it. I had no clue as to what was in it. So, I took the box from my father's arms, harnessed enough courage and opened it. As I opened the tan box, a fog of green tint started to flow out on to the floor. It rose high above my head as I sat on the wooden chair. Then in one quick motion it descended and surrounded me. I grabbed my throat trying to breath , but I couldn't, it was so thick." she paused once more.

"Next thing I new I was inhaling the mist. It was like someone was holding open my mouth so it could flow into my paralyzed body. As the fog went in I could feel my body temperature lowering. I was freezing. Then I could finally shut my mouth after it had all disappeared into my body. It hurt from being open so wide for so long.

"I thought 'What in God's name just happened?!' That was my last day as a human being. My father looked at me and cursed many times. I remember him saying 'It's the curse. Oh God! It's the curse. They have laid their curse upon you!' I was so confused."

To Ilya's surprise, they all sat there with their mouths wide open staring in aw.

"Shall I continue?"

"Yes!" they all shouted to her.

"I've never seen anyone this excited to hear my story before. Well…" she continued, "my father then ran out of the house shouting 'She's been cursed! My poor daughter's been cursed with the fog!' He was running around like a crazy man would. Anyway, I just got up and started to work my way to my room when I felt extremely dizzy. I couldn't see where I was going. I ran into the table that was on my way to my bedroom and fell down holding my head in agony.

"I then passed out and when I woke up, I was in my bed with my neighbors staring me in the face. 'She's all right! You're father shouldn't be rambling such things when his daughter is fine.' I remember them saying. My father had apparently ran all the way to the main town shouting that I was cursed with the fog. I and everyone else thought he was crazy, but we all learn from our mistakes.

"I was getting worse as the days passed. My temperature keep on dropping, my vision worsened like I was looking through fog. My body started turning a pale green. Working from my feet to my head. My father had not returned from the major town yet. I didn't think he would, but my kind neighbors stood at my bedside every day.

"I knew I was dying. I wasn't getting any better. There were many things I hadn't done yet that I wanted to do.

"When they went into the front room to see who the box came from, it wasn't there. It had placed itself on top of the table I had ran into the previous week. It said something on the label it hadn't before. It said: From your savior.

"They told me what it said and I had no idea. Who would dare say they were my savior when they did this to me." she looked down at her self. She was almost in tears by what they could tell.

"Oh God. I'm so sorry." Fred told her.

"You have no reason to be. You did not place this curse on me." she told her shaking her head. "Anyway, they always apologized and I told them all the same thing. 'You have not a reason to be. You did not place this dreadful curse on me.' As I had told you I told them. They all hung their heads low in sadness. I did not understand why. They then told me because I guess my confusion was more visible than I had thought. They told me 'You are not any better. You are worsening by the moment. We are saddened because we can't do anything to help you but be by your side.' They explained to me. I told them it was okay, but they only nodded their heads. I wished someone would just kill me then and there. I could not bare their pain in looking at me.

"I started to shake violently as my skin fully turned a pale green. I rose up out of my bed still shaking while floating in mid-air. I closed my eyes thinking it was the end. Oh God it was the end. My body stopped shaking and started letting off a greenish fog.

"I remember them stepping back and saying 'She has been cursed. The girls father was right.' I knew then I was to die and become something I never dreamed possible. I turned into the fog slowly and painfully. I screamed and screamed saying 'Kill me now! Oh God, kill me now!' I was now vertical and my feet were shaping into a cloud to which I was floating on. My cloths became torn, exposing parts of my frail body. My hair grew from my shoulders to my ankles in moments. Suddenly my vision was not blurred any longer. My aches and pains were gone. All I saw was my neighbors staring at me in amazement of what I had become." she stopped a moment remembering the look on their faces.

"They stumbled backwards and then ran to their homes and locked the doors as I floated out of my room then out of the house. I have been floating around this land for many years now. Learning about things I never knew possible. I knew right when I turned into this…demon, what I could and couldn't do. You have already explained that part better than I could young man." she looked to Wesley and then continued, "So I will not tell you about my kind.

"When I found the rest of my kind they told me I was to be the queen of them. I have been the queen of them for 100 years now. That, is my story. Well, the short version anyway."

"Wow." Lorne spoke.

"Why are you here though?" Wesley asked her.

"I am here because there is someone who lives in this place that has something I want." she explained.

"What do you want?" Fred asked her getting defensive since it was only her and Angel living in the hotel.

"A body."


	6. Chapter 6

**Title: Three Sides**

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 6

Los Angeles, California

"You what?!" Fred had her eyes as wide as Texas was big.

"A body."

"Well, I got that. But why?" she questioned.

"If I don't have a body soon, I won't be able to continue with my plans."

"And what plans would that be?" Gunn asked her while stepping in front a Fred.

"I can't tell you."

"You need to defeat the…demon that's coming. Don't you?" Lorne finally spoke up from the back of the four.

"How did you know?" Ilya asked him.

"Let's just say it's a secret." he told the cloud.

"Fine. Anyway, you…"she pointed to Gunn, "you're beginning to get on my nerves. You're in the way of my plans. I guess I'll just have to fix that now won't I?" she leaned forward with her long, slender finger almost going through his chocolate skin.

"What the hell?" he said looking to his chest backing away from her finger.

"Now don't be difficult." she told him and suddenly he just stopped right in his tracks and let her put her finger into his chest. He grunted and doubled over, but let her continue. She closed her eyes and focused all her energy and then Gunn went flying across the room hitting the wall on the other side.

She glided over to Wesley and did the same. The only ones she left untouched were Lorne and Fred. She didn't understand how the demon knew what she was after nor did she care. She just needed a body.

Wesley wasn't thrown as hard, therefore, her got up a lot sooner than Gunn was able to. He shook his head violently only to make his head hurt worse. He picked up a stone that had been broken off the wall from his impact and chucked it at Ileana. She turned to him and had she been solid it would have hit her right in the face. But she wasn't. I flew right threw her like she didn't exist.

They were all hoping she didn't exist. That is was just there imaginations, but it wasn't. The demon did exist and it wanted Fred.

"Now you." she pointed to the mouse-like girl who was now hunched over hoping she didn't mean her. She floated over and made Fred stand up with her mind control. She reached out and touched Fred where her heart was.

"Fred, don't move a muscle!" Wesley shouted to her. Gunn was just shaking off the impact with the wall and getting to his feet.

"I'm tryin' not to, but it's hard! She's controlling me!" she shouted back at them trying not to move.

"I think you're the one. I truly do." Ilya spoke. Her hand slowly started to pass through Fred's small fitting blouse and into her chest. Fred screamed in horror and pain.

"Help me Wesley! Charles!" Fred shouted in agony. There was one last scream from Fred's mouth as she fell to the hard floor with a thud. She was lying on the floor, twitching with her eyes wide open. There blue color revealed. After a few short moments, she stopped. She was just lying there, silent, frozen in time.


	7. Chapter 7

Title: Three Sides 

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 7

Sunnydale, California

"How's your shoulder now?" Dawn asked her sister remembering how it had felt earlier that evening.

"Better." Buffy replied still lost in her thoughts.

"Are you ever going to say more than two words at a time?" she questioned her sister. Since she found out the news all she said were one to two words if that. She might say a little more depending on the question.

"Probably not."

"That's nice to know. Especially after I spent all this time trying to get you to say something. Well, anyway…" she paused.

There was silence for a few moments then she spoke again.

"You know, you were suppose to say something interesting when I said anyway."

"Huh?" the slayer looked up from the ground to see what her sister was mumbling about. "What did you say?"

"Oh my god!" she looked as if she were about to jump up and down with excitement.

"What?" Buffy continued asking her sister. She was getting quite frustrated with her.

"Y-you actually said more than two words. It's a miracle!" she said sarcastically hoping to get a giggle out of her mopey sister.

"Very funny. Ha ha!" she replied using the same tone of annoyance.

"What's with the sudden change in moodiness?"

"Well…I've been thinkin'"

"'Bout what?" she yet again asked a question.

"How would Angel even know that I was in trouble unless someone told him?" she questioned.

"Well…I don't know. How am I suppose to know?" she shrugged her shoulders.

"I didn't expect you to know. The only way for me to know would be for me to…" she was hoping her sister would get it so she wouldn't have to say. She was hoping her sister would talk her out of it.

"To what? Wait a minute." she thought of the only possible way for Buffy to get a hold of Angel without actually seeing him. "You can't call him, Buffy."

"Why?"

"Just please don't?" Dawn asked her hesitatingly. "I know you want to, but please don't?"

"You still haven't answered my question." she stated.

"Because, he'll want to see you and then you'll want to see him. Then it will just turn into a big giganimous mess and it'll all end very very badly. Just don't okay?" she was really worried about her sister. She knew what would happen if old habits weren't really broken. They would repeat themselves and with this situation, the ending wouldn't be the best in the world.

"I have to." Buffy told her pleading sister.

"No you don't!" Dawn started to argue further, but for some reason stopped. "Fine. Call him. Have the world fall apart!" she walked out and slammed the door behind her.


	8. Chapter 8

Title: Three Sides

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

AN: I want to thank all those who are reading especially Julian Blake and amy for reviewing...and to amy, all things will be explained in time, and it is not set in any specific season. It is also not an Angel/Cordy fic. I apologize if it comes off like so.

Chapter 8

Los Angeles, California

She lies there. Her eyes wide open in horror. They showed no recognition of life. Just blank. Still like her frail body. She had a gash in the back of her head that was bleeding out on the marble floor. It wasn't a major gash so it wasn't fatal, but she would have a bad headache if she ever woke up.

Wesley ran to her side as soon as she hit the floor and stopped convulsing. Ilya was nowhere in sight although she might have gone into hiding, but they doubted that. "Fred! Wake up. Please!" he was shedding tears from his eyes that sparkled with sorrow.

"Fred!" Gunn shouted out, but not loud enough for everyone to hear. He slouched down to the ground in a slump. "C'mon girl, you gotta get up." he begged the body. Everyone, simultaneously, looked to the man on the floor and were surprised that, he too, was shedding those same tears full of sorrow for his girl. To them that was surprising because he never shed a tear for anyone. Not even for himself when he was hurt. "C'mon baby. Don't leave me. Please come back!"

It was dark outside and they were all exhausted form trying to get Fred awake and none of them succeeded. They moved Fred to the couch in the center of the ground floor of the hotel. Her eyes, over time, had become the same green as the demon had been. There had been no sight of Ilya, so they had become to suspect she had possessed poor Fred.

"Hey!" Angel came up out of the basement that leads to the tunnels under the city where not light could reach. They weren't exactly sure why he came up that way for there was no light. But they didn't bother to ask.

"Hey! Where you been?" Gunn asked trying to wipe any signs of his tears of his chocolate face.

"Oh, uh, Cordy had a vision and I went to take care of it. Didn't Cordy tell you?" Angel stated putting his katana up in the weapons cabinet.

Wesley spoke up since no one else was. "Cordy isn't here. We thought she was with you."

Sunnydale, California

Buffy picked up the phone and dialed the number of the hotel. When the ringing ended and someone answered she hesitated and they repeated hello again. She finally spoke up to the man on the other line. "Hi, Wes. Is Angel there?"

"Yeah, hold on." he told her.

She herd rustling at the other end of the phone and then someone asking for Angel. The phone made a strange noise then a deep voice sounded from the other end. "Buffy?"

"Yeah it's me. Angel, I need to talk to you." she told him.

"Well, right now's not a good time."

"Well, it's going to have to be."

"Buffy, I just…" he stopped, not sure what to say.

"You just what? You didn't think it was important to tell me you were coming to Sunnydale?"

"What do you mean?"

"Don't play stupid with me. I know you were at the fight a few days ago." she told him getting even more pissed off as she spoke.

"Oh…that."

"Yeah, that. Why?" she asked him.

"It's complicated. It's not that simple." Angel replied.

"Make it simple." she demanded.

"I can't, Buffy. It's not that easy." he told her once more.

"Fine. I'll help." she started asking questions. "First of all, what the hell do you think you were doing?! Is this some kind of torture you've cooked up for me? You can see me but I can't see you? Tell me, Angel. And don't you dare lie." she stated.

"It's not like that, Buffy." he told her.

"Oh, it isn't? Because it sure seems like it. You might want to rethink that." Buffy told the vampire who was still trying to explain on the other end of the phone.

There was an awkward silence that filled the phone line. After a few moments, Angel decided to speak up when there was a loud noise at the other end of the line. He heard the door in Buffy's room, or what he suspected to be Buffy's room, come crashing down. There was a rhetorical question from Buffy that he couldn't quite make out and then the first punches were thrown. Buffy landed a spin kick in the beings gut. Angel, still on the phone, suspected it was a demon. Last thing her heard was a crashing not loud enough to be the demons, but loud enough to be a girl about the same size as Buffy. She went down hard with a thud. The demon wrapped her hands up behind her along with her feet and dragged her out the window.

A few moments later, the demon came back and grabbed the phone that was hanging off the table it was on. He spoke that words that made Angel go historical. "If you don't came to Sunnydale within the next 48 hours, the slayer will die."

"Who the hell are you!" he shouted into the phone waiting for a reply. But he was too late and the demon had hung up and disappeared with the slayer without a trace. Dawn had left, so no one knew what had happened except for the vampire. He, only, was lain with the burden of knowing what was to happen.


	9. Chapter 9

**Title: Three Sides**

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 9

Los Angeles, California

"Buffy. NO!" Angel screamed into the phone as the demon drug the slayer away. He turned to the group, excluding Fred who was still on the couch unconscious, that was now standing up and dropped the phone. He was almost in tears.

"Angel, what's going on? Is Buffy okay?" Wes asked at Angel, but he was only mumbling to himself and not paying attention to anyone else. "Angel!" he shouted at him.

"I don't know." he said finally answering him. "They won't. They can't. I have to stop them. I have to do something." he was mumbling to himself as if he was insane.

"Angel, snap out of it!" Gunn shouted at him while shaking him hoping to get him to where he makes since. He wanted to know what was making Angel the way he was at the moment.

"They can't take her! They just can't !" Angel shouted to them.

"Angel! What's going on?" Wesley asked again.

"They took her. Bt she'll be okay right?" he was delirious. "Buffy! It's Buffy. I was on the phone with her and then there was fighting. Next thing I knew, there was a th-this demon on the phone saying she'll die if I don't come to Sunnydale in the next 48 hours, she'll die. I have to go! Now!" Angel explained so fast that they were lucky if they could make out at even two or three words that came out of his mouth.

As they all thought about the things he just told them, Fred suddenly awoke from her slumber. Her eyes were the same color as Ilya's had been. She opened her mouth to find her voice, "_Wait! I know how to find your friend and your precious slayer._" she spoke, her voice as eerie as the night. They all begun to move closer to Fred and listen to what she had to say. "_Do I have your attention?_"

They then notice that her voice had taken on a low tone just like Ilya's. In fact, it was Ilya. Fred was no longer there. She was only a shell for this demon to inhabit. But she was there, just as a passenger.

Finally, Wesley spoke, "Y-you have our attention." he stuttered.

"_Fantastic. I thought I would if I did this._"

"Where?" Angel demanded in a tone lower than anyone thought possible.

"_Where what?_" she taunted.

"You know very well. Where are they?" his eyes flashed a yellow and his fangs elongating, but he shook it off and continued.

"_Oh…that. Well, why don't you find out yourself._"

"Fred!" he was furious.

"Angel, calm down! It's not Fred. It's a vapor demon. Ilya took control of her. It's not her!" Gunn shouted at him, but he realized it was no use when he went over to her and grabbed her violently on the arm.

Angel pulled her close to him and said, "Fred…answer me. NOW!" he screamed in her face.

"It's not her damn it! Is he listenin'?" Gunn asked Wesley. Lorne was still astonished in the corner.

Lorne got up and decided to sneak out the door that leads to the basement and get help.

"I imagine he's not." Wes replied.

"Why?"

"I don't really know."

"Fred!" Angel replied.

Ilya walked over to him and got up close to his face and whispered in his ear, "_Fred's not here anymore, but I am." _she then backed away and let him ponder on her words.

"Wh-who are you?" he questioned her realizing what he had done to her.

"_I'm Ilya, Queen of the vapor demons._" she told him admiring him up and down.

"Why didn't you guys tell me!" he shouted at Gunn and Wesley.

"We tried, but you wouldn't listen." Gunn told him. He had begun to get very angry at Angel.

"I'm sorry." he apologized. "I don't know what I was thinking."

"It's alright." Wesley told the vampire.

"Hello?!" Gunn joined in.

"Well, he's under a lot of stress, it couldn't be helped." Wesley told Gunn.

"Uh, yeah, I could have been helped!" Gunn blurted out.

"What!" that pissed Angel off.

"You heard me. You don't need to bee all crazed out just because your precious slaye-" he stopped mid-sentence realizing what he had just said in front of the vampire.

Angel looked up and stared at Gunn's throat. Wesley noticed and started to slowly move towards the weapon cabinet. Angel spoke in an even lower voice, "Do you know what you just said to me?"

Ilya, on the other hand, had sat back down and was watching the argument like it was a movie. All she needed was the popcorn.

"Well…" Gunn started, "now that you mention it, I-"

Angel suddenly lunged at Gunn and grabbed him by the throat and pinned him against the wall.

"You what? Huh? HUH?! I think you need to answer me." Angel spoke to him.

"Angel." Wesley said. He was now walking towards Angel with a trank in his hand. "Let him go."

"Stop, right there! Don't move or he'll get it." Angel threatened.

Wesley realized it was no longer Angel nor Angelus. He had no clue where this new personality came from. He was really confused.

"I didn't mean it that way. Now get yo hands off ma throat." Gunn said gasping for air while he was being raised a foot and a half off the ground.

"Angel! You're killing him!" Wesley shouted at him.

Phewm! The trank shout through the air so fast it was unseen to the human eye. Wes looked to see if he had hit his target and in fact he did. The trank had hit Angel right in the neck below his jaw. "I told you to let him go."

Angel jerked his head to look at Wesley. When he did, his eyes, which were yellow, rolled back into his head and he loosened his grip, then fell to the floor.

"Thanks man. I owe ya one." Gunn told Wes.

"_Ahhh. It's over all ready?_ _Well, I guess I could probably leave now._" Ilya spoke.

"What do you mean 'leave'?" Wes asked the demon in Fred's body.

"_Just this._" in a matter of seconds she fell down on the couch with her eyes open still revealing the green.


	10. Chapter 10

Title: Three Sides

**Title: Three Sides**

By: Sisah

(refer to chapter one for summary, disclaimer, and etc…)

Chapter 10

Los Angeles, California

"No!" Wesley screamed at Ilya.

"Why her?!" Gunn protested.

"What in the world is going on?"

Wesley and Gunn both looked to see Angel sitting up rubbing his head vigorously. "Angel. You're awake." Wesley stated.

"Yeah. I have a real bad head ache too."

"How do you feel?"

"Pretty weird." he answered.

"Do you remember what happened?" Gunn asked him still angry.

"Yeah and I'm really am sorry, Gunn." Angel apologized to him.

"You should be." Gunn replied unforgiving.

"What?" Angel was confused about why he had not forgiven him.

"Man, you almost killed me! And all you do is apologize! I don't think so." Gunn shouted at him.

"_Ohhh. It's getting hot in here._"

"Ilya, right?" Angel looked to Fred, who was sitting up again, ignoring Gunn.

"_Maybe._"

"Answer me. Yes or no?" he questioned.

"_You know? I'm getting bored with this body, I'm thinking of someone different. Can you guess who?_" she asked.

"Oh, God. Angel, get out of here." Wesley told him finally realizing whom she was talking about.

"Don't you dare even tell me what to do." Angel told him.

"_Good guess. And I think now is my chance. But first I'll tell you why. Angel, honey, you have so much anger held in that I want to help unleash. It'll be fun. I promise._" she explained her reason.

Suddenly, she doubled over and screamed in agony. Her eyes went wide and she fell to the floor, once again, with a thud. She tossed and turned on the floor grabbing at her neck like she was being strangled. "Help me, Charles. Help me!" Fred, herself, screamed.

"Oh my God. Fred!" Gunn yelled to his girl.

Her eyes still glowed green, but they were dimming. Gunn ran over to her and scooped her up in his muscled arms. She started to convulse and he gripped her tighter. Her chest would raise high and then sink down in her like nothing was there. Her chest rose once more and she let out a scream that could have shattered the windows, but luckily it didn't. Gunn reached up to cover his ears, as did Wesley. Next thing they knew there was this bright green light coming from Fred's body. Gunn backed away and put his arm in front of his eyes to shield himself. When he raised his arm, he dropped Fred on the floor and backed away in fear. He was worried for his girl yet he was afraid of what was happening.

They both gasped as Ilya rose from Fred's body with a smirk on her face. Angel looked at her with hatred that made the other two men shiver. He jumped at her not knowing he would go right through.

He reached her body, he noticed his hand went through her and figured the rest of him would also. But when went farther into her, she started to go into him and he growled.

His face changed and he shouted at her, "Let me GO!"

"Have you not got it yet?! I want you! In other words…NO!" she shouted back at him, her voice not as eerie. As she shouted, she put her hands forward and pushed through him. He screamed in agony as she possessed his body.

After she had gone, he collapsed on the floor, just as Fred had.

Angel's eyes were closed for a few moments. His eyes burst open, glowing green, and he started laughing. The laugh was so malicious; it was as if Angelus were back.


	11. Author's Note

Author's Note

Sorry to those who have been waiting for me to update. I have had severe (to me) problems with my health and personal well-being. I am writing as much as I can, but right now I don't have much motivation. I really apologize for keeping you waiting. I will try my very hardest to update soon. I am now on summer break so it shouldn't be too long before Chapter 11. Thanks so much for sticking with me through this!

Sisah


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